BOARD OF DIRECTORS & SUPERVISORY COMMITTEE · Petition Process: The deadline for submitting a...

BOARD OF DIRECTORS & SUPERVISORY COMMITTEE

2020 Nomination Packet

VISION STATEMENT

INSTRUCTIONS:

Director and Supervisory Committee Application for Candidacy To be considered for a Board or Supervisory Committee elective position, apply using the Nominating Committee and/or Petition processes and forms described below. You must meet all deadlines to be eligible for consideration. Also, you may apply for either a Board or a Supervisory Committee opening, but not both, during the same election. Please call 877-MERIWEST (877-637-4937) if you have further questions or require more information. Nominating Committee Process: The deadline for submitting requests for nomination through this process is February 15, 2020. The Nominating Committee will review all submissions for completeness and accuracy. Applicants may also be required to undergo interviews at a time, date and location appointed by the Nominating Committee. Failure to appear may result in forfeiture of eligibility for candidacy. The Nominating Committee shall determine which applicant names to recommend for approval and inclusion on the ballot. All Board and Supervisory Committee decisions are final. If you apply through this process, please complete the Application for Elective Office form, include a publishable quality statement of 250 words or less, a photo suitable for printing, and attach a current copy of your resume with the contact information of three references. Petition Process: The deadline for submitting a petition for inclusion on the ballot for a Board or Supervisory position is April 1, 2020. You may opt to use the Petition process instead of or in addition to the Nomination Committee Process. Any applicants who submit valid petitions with the required number of signatures will appear on the ballot. If you pursue the Petition process, complete and submit the Application for Elective Office form, include a publishable quality statement of 250 words or less, and attach the Petition forms provided in this packet with no less than 100 valid signatures. Signatures for petitions may not be obtained on Credit Union premises and would result in the forfeiture of eligibility for candidacy if attempted. Based on either process, Board or Supervisory position occupancy is subject to regulatory written approval. The following additional information is provided in this packet:

• Director/Supervisory Committee Member Qualifications Information Sheet. Traits, personal commitment, knowledge and skills generally required to become successful.

• Director/Supervisory Committee Duties and Responsibilities Information Sheet. Describes typical duties expected of a Director or Supervisory Committee Member.

• Conflict of Interest Policy. Some ethical duties and obligations of elective office. • Application to Stand for Elective Office. Complete this form and include a black and

white photo suitable for printing on the election ballot. Mail materials c/o the Nominating Committee. Applications MUST be received before the designated deadlines to be considered. All submitted materials become the property of Meriwest Credit Union and will not be returned.

DIRECTOR/SUPERVISORY COMMITTEE MEMBER QUALIFICATIONS

Qualifications Directors/Supervisory Committee Members must be active members of the Credit Union for a period of no less than one (1) year, of sound mind, bondable and in good standing with no delinquent obligations to the Credit Union. They must be at least 18 years of age before the election, able to act independently and objectively regardless of external affiliations, and exhibit:

• Personal character and integrity; • A demonstrated ability to communicate effectively and to think creatively; • A willingness to serve the members and support the Credit Union's values and culture; • The ability to comprehend and learn business concepts and procedures; • The capacity to provide strategic direction and sound organizational leadership; and • The desire to be a team player and a have proven record of successful teamwork.

Personal Commitment In addition, experience has shown that successful Directors/Supervisory Committee Members share the following traits, among others:

• Actively use Credit Union products and services and participate in credit union events; • Care about the welfare of members and the Credit Union's role in achieving that goal; • Know the Credit Union's history and philosophy, and are loyal to those beliefs; • Devote the time and effort necessary to perform Director or Supervisory Committee

duties, including preparation for, attendance at, and participation in all board meetings; and

• Collaborate well with other Directors/Supervisory Committee Members and support majority decisions.

Knowledge & Skills A good Director/Supervisory Committee Member knows and understands, or is willing to learn:

• Business procedures and practices, including the ability to read and comprehend a financial statement and make strategic financial decisions;

• General management, personnel, planning, technology, marketing and budgeting skills; • Local, national and international socioeconomic and sociopolitical trends, issues and

environments, as well as how they may affect the Credit Union movement; and • Additional subject areas such as security, legislative advocacy and regulatory issues.

Adapted from the Credit Union Board of Directors Handbook (CUNA, 1990).

DUTIES AND RESPONSIBILITIES – BOARD OF DIRECTORS

Primary Function To set policy, plan the Credit Union's strategic direction, ensure the Credit Union maintains its sound financial condition, keep communication open, educate members on services, review and supervise the Chief Executive Officer's progress in achieving goals and objectives, and report to the members at the annual meeting. Members typically serve three-year terms. Specific Duties

1. Work with the Chief Executive Officer and the Board in developing and refining the Credit Union's vision, mission and strategic goals/objectives.

2. Ensure that the Credit Union adheres to pertinent laws, regulations and sound

business practices.

3. Ensure the Credit Union maintains a sound financial condition and that the Credit Union's assets are protected against unauthorized or illegal acts. Designate depositories, authorize borrowing and investing, and provide for bonding and other security factors, including internal control procedures. Approve interest rates, dividends and refunds. Approve loan limits and savings minimums.

4. Exercise sound judgment in establishing policies (or assuring that they are

established) and approve policies for all credit union programs and activities.

5. Ensure that all products/services are member-driven; to serve on committees; actively promote the Credit Union; and provide resources to achieve the Credit Union's mission.

6. Actively review, approve and monitor the Credit Union budget, as well as any

significant transactions and/or business activities involving member assets.

7. Hire the Chief Executive Officer, define the CEO's roles and responsibilities, and oversee progress in attaining goals and objectives.

8. Attend Board meetings, exercise judgment independently from the Chief Executive

Officer, and report to the members on status at the annual meeting.

NOTE: This is a non-exhaustive representation of responsibilities. Additional duties exist beyond those outlined. Adapted from the Credit Union Board of Directors Handbook (CUNA, 1990) and The Board Building Cycle (CUES, 2001).

DUTIES AND RESPONSIBILITIES – SUPERVISORY COMMITTEE Primary Function The Supervisory Committee is the internal audit committee of the Credit Union. It has the responsibility of auditing Credit Union books and records, and verifying members' accounts against Credit Union records. This responsibility also involves reviewing Credit Union policies and controls to safeguard against fraud. Members typically serve three-year terms. Specific Duties

1. Inspect the securities, cash and accounts of the Credit Union.

2. Review acts and affairs of the Board of Directors, officers and credit manager, subject to the provisions of the Credit Union's bylaws, as well as the California Credit Union Law/Financial Code, and the California Corporations Code.

3. At least once a year, ensure or cause to be made by an independent auditor of the

Supervisory Committee's selection, an audit of the Credit Union's books and records, and an examination of the business and affairs of the Credit Union for the year.

4. To present such report(s) at the annual meeting of members and file them with the

records of the Credit Union.

5. To cause accounts of members to be verified with the records of the Credit Union from time to time.

NOTE: This description is a sample set of responsibilities that Supervisory Committee members generally undertake when elected. Meriwest Credit Union may have other duties in addition to those specified here.

CONFLICT OF INTEREST POLICY

All Officers, Directors and Committee Members of Meriwest Credit Union have a fiduciary obligation of undivided loyalty to the Credit Union. If that duty of loyalty should come into conflict with self-interests of such officer or director, or with the duty of such person to another organization of which he or she is an officer or director, such person should not participate in any decision on the matter involved. Conflicts of interest may arise from various activities, such as transactions or contracts between the Credit Union and another organization in which the person has an interest, whether directly or indirectly, or arising from business activities which compete with business activities of the Credit Union. Whenever any matter comes before the Board of Directors or Supervisory Committee which presents or which may present a conflict of interest, the Director/Supervisory Committee Member involved shall disclose that he or she has a conflict, or potential conflict, of interest. Such Director/Supervisory Committee Member may briefly state his or her view on the matter, but shall not vote on such matter. Nevertheless, such person may be counted in determining whether a quorum exists. Any Officer or Executive Employee who has a conflict or potential conflict of interest with respect to any transaction, contract or other matter requiring a decision or action on such person's part, shall disclose the conflict to the President/CEO and the Board. No such Officer or Executive Employee shall make any decision to take any action with respect to such matter unless specifically authorized to do so by the Board. Each Director, Officer, Committee Member and Executive Employee shall submit a completed Conflict of Interest statement to the President/CEO prior to taking office or employment (and in the case of existing personnel, as soon as practical after the adoption of this policy). The President/CEO shall promptly transmit such statements to the Chairman of the Board of Directors. Any changes in such statement shall be reported to the President/CEO who shall promptly transmit such supplemental statement to the Chairman of the Board of Directors. If a potential conflict is identified, it will be brought to the Board for review. The Officer, Director or Committee Member can be asked to resign or end the conflict, if requested. NOTE: All elected officials are subject to additional ethical and moral duties and responsibilities, as outlined in the Credit Union’s bylaws, applicable policies and statutory regulations.

APPLICATION TO STAND FOR ELECTIVE OFFICE

APPLYING FOR (check one only): METHOD (Check one only):

Board of Directors Nomination Supervisory Committee Petition

Name:

First Middle Last

Home Address: Street City State Zip

Home Phone: _______________Business Phone: _______________ Email: Best time, day of the week and method to reach you: Meriwest Account # Current Company/Occupation and Position: Special skills: Fund-Raising/Development Information Technology Personnel/Human Resources Privacy/Security Finance/Accounting Legal Business/Management Legislative Marketing/Public Relations Other:

Professional background: For-profit business Non-profit organization Government Other:

Education (specify highest level): Some high school Some graduate coursework High school graduate Graduate degree or higher Some college Trade or Professional designation Undergraduate college degree Other:

Affiliations (including other credit union):

Additional information that may be helpful in ascertaining qualifications to serve:

APPLICATION TO STAND FOR ELECTIVE OFFICE

(continued)

PERSONAL STATEMENT/EXPERIENCE/OBJECTIVES: (Please limit statements to 250 words or less). Submissions in excess of 250 words may forfeit eligibility for candidacy. Any comments provided below may be printed on the election ballot. For ease of submission, a separate sheet or document may be attached if needed; please include your full name on any additional sheets: _____________________________________________________________________________________ _____________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ In addition to the information provided above, please attach a detailed resume with any, and all, service dates, as well as the contact information of at least three (3) personal and/or professional references who can attest to your character, experience and/or skills.

My signature below: (1) authorizes Meriwest Credit Union to publish my black and white photograph and biographical information on the election ballot and other Credit Union publications as needed; (2) attests to my understanding of the all information provided herein; (3) indicates my acceptance of, and willingness to perform to the best of my ability, all duties and responsibilities of the position sought, if elected; (4) certifies that all information provided by me is accurate and complete; (5) affirms to the best of my knowledge that I am bondable and would not be refused bond for any reason; and (6) authorizes Meriwest Credit Union to conduct any background investigation, credit checks and/or verification of character necessary to ascertain my eligibility to stand for elective office. I acknowledge that inaccurate or inconsistent information provided may negatively impact my eligibility to be a candidate or serve as a volunteer/official if elected. ______________________ ___________ Signature Date

Please mail applications to: Meriwest Credit Union Attn: Nominating Committee P.O. Box 530953 San Jose, CA 95153-5353

NOTE: Submissions should be typewritten and ready for printing or provided in digital format. Photographs may be provided in digital format. Failure to send fully completed forms, photos or required materials, such as petitions or resumes, by published deadlines will disqualify your application. All submitted materials become the property of Meriwest Credit Union to use as it sees fit.

VOLUNTEER/OFFICIAL AGREEMENT TO SERVE I, the undersigned, acknowledge that as an elected volunteer (no compensation) of Meriwest Credit Union I do hereby agree to serve in said office or position for the regular or remaining period of the office or position, effective from the 2020 Meriwest Credit Union Annual Meeting. I further pledge to carry out the duties and responsibilities commensurate with said office or position as promulgated by applicable law and regulation, including the California Credit Union Law, the Non-Profit Mutual Benefit Law, and the Bylaws and Policies of Meriwest Credit Union, including without limitation the Conflict of Interest Policy set forth in the Nomination Packet, which I acknowledge that I have received, reviewed and understand. PRINT FULL NAME: __________________________________________________

SIGNATURE: _________________________________________________________

DATE: _______________________________________________________________

PETITION TO STAND FOR ELECTIVE OFFICE:

BOARD OF DIRECTORS/SUPERVISORY COMMITTEE We, the undersigned, certify that we are eligible voting members of Meriwest Credit Union and request that _________________________ be listed on the ballot for the 2020 Annual Election. (Petitioning Member)

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PETITION TO STAND FOR ELECTIVE OFFICE: BOARD OF DIRECTORS/SUPERVISORY COMMITTEE

We, the undersigned, certify that we are eligible voting members of Meriwest Credit Union and request that _________________________ be listed on the ballot for the 2020 Annual Election. (Petitioning Member)


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BOARD OF DIRECTORS & SUPERVISORY COMMITTEE · Petition Process: The deadline for submitting a...

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